1Q18 EARNINGS RELEASE - ir.totvs.com.brir.totvs.com.br/enu/3181/TOTS3_ER_1T18_ENG.pdf · TOTVS...

16
1Q18 – EARNINGS RELEASE Net revenue: R$563.0 million in 1Q18 (+0.5% vs. 1Q17 and +1.6% vs. 4Q17) and R$2,230.2 million in 12M-1Q18 (+1.7% vs. 12M-1Q17). Recurring Revenue: R$378.7 million in 1Q18 (+5.0% vs. 1Q17 and +1.2% vs. 4Q17) and R$1,484.4 million in 12M-1Q18 (+7.9% vs. 12M-1Q17). Subscription Revenue: R$94.6 million in 1Q18 (+38.3% vs. 1Q17 and +9.5% vs. 4Q17) and R$334.1 million in 12M-1Q18 (+36.1% vs. 12M-1Q17). Annual Recurring Revenue from Subscription: R$402.6 million in 1Q18 (+43.4% vs. 1Q17 and +9.4% vs. 4Q17). Incremental License: R$17.9 million in 1Q18 (+28.8% vs. 1Q17). Adjusted EBITDA: R$96.8 million in 1Q18 (+7.4% vs. 1Q17 and +40.0% vs. 4Q17) and R$312.0 million in 12M-1Q18 (-6.6% vs. 12M-1Q17). Adjusted Net Income: R$34.3 million in 1Q18 (+9.3% vs. 1Q17 and +103.2% vs. 4Q17) and R$103.3 million in 12M-1Q18 (-28.1% vs. 12M-1Q17). Net Debt: R$276.6 million in 1Q18 (-37.1% vs. 1Q17 and -14.2% vs. 4Q17), corresponding to 0.9x Adjusted EBITDA in 12M-1Q18 (-40 basis points vs. 12M-1Q17). São Paulo, May 9, 2018 – TOTVS S.A. (B3: TOTS3), the leading developer of business solutions in Brazil, announces today its results of the first quarter of 2018 (1Q18). The Company’s consolidated financial statements were prepared in accordance with the accounting practices adopted in Brazil, which are in consonance with the International Financial Reporting Standards (IFRS). IR CONTACTS Gilsomar Maia (CFO/IRO) Tel.: +55 (11) 2099-7105/7773/7097/7089 [email protected].br CONFERENCE CALL – PORTUGUESE: 05/10/2018, 10:30 a.m. (Brasília) Webcast: click here | Telephone: +55 (11) 3193-1001 or +55 (11) 2820-4001 (access code: TOTVS) | Replay: +55 (11) 3193-1012 or +55 (11) 2820-4012 (access code: 124125# until 05/16/2018 or at ri.totvs.com.br CONFERENCE CALL - ENGLISH: 05/10/2018, 12:00 p.m. (Brasília) Webcast: click here | Telephone: US Toll Free +1(800) 492-3904 / International +1(646) 828-8246 / Brazil +55 (11) 3193-1001 or +55 (11) 2820- 4001 (access code: TOTVS) | Replay: +55 (11) 3193-1012 or +55 (11) 2820-4012 (access code: 577114#) until 05/16/2018 or at ir.totvs.com

Transcript of 1Q18 EARNINGS RELEASE - ir.totvs.com.brir.totvs.com.br/enu/3181/TOTS3_ER_1T18_ENG.pdf · TOTVS...

c

small

1Q18 – EARNINGS RELEASE

Net revenue: R$563.0 million in 1Q18 (+0.5% vs. 1Q17 and +1.6% vs. 4Q17) and R$2,230.2 million

in 12M-1Q18 (+1.7% vs. 12M-1Q17).

Recurring Revenue: R$378.7 million in 1Q18 (+5.0% vs. 1Q17 and +1.2% vs. 4Q17) and R$1,484.4

million in 12M-1Q18 (+7.9% vs. 12M-1Q17).

Subscription Revenue: R$94.6 million in 1Q18 (+38.3% vs. 1Q17 and +9.5% vs. 4Q17) and R$334.1

million in 12M-1Q18 (+36.1% vs. 12M-1Q17).

Annual Recurring Revenue from Subscription: R$402.6 million in 1Q18 (+43.4% vs. 1Q17 and

+9.4% vs. 4Q17).

Incremental License: R$17.9 million in 1Q18 (+28.8% vs. 1Q17).

Adjusted EBITDA: R$96.8 million in 1Q18 (+7.4% vs. 1Q17 and +40.0% vs. 4Q17) and R$312.0

million in 12M-1Q18 (-6.6% vs. 12M-1Q17).

Adjusted Net Income: R$34.3 million in 1Q18 (+9.3% vs. 1Q17 and +103.2% vs. 4Q17) and

R$103.3 million in 12M-1Q18 (-28.1% vs. 12M-1Q17).

Net Debt: R$276.6 million in 1Q18 (-37.1% vs. 1Q17 and -14.2% vs. 4Q17), corresponding to 0.9x

Adjusted EBITDA in 12M-1Q18 (-40 basis points vs. 12M-1Q17).

São Paulo, May 9, 2018 – TOTVS S.A. (B3: TOTS3), the leading developer of business solutions in Brazil, announces today its results of the first quarter of 2018 (1Q18). The Company’s consolidated financial statements were prepared in accordance with the accounting practices adopted in Brazil, which are in consonance with the International Financial Reporting Standards (IFRS).

IR CONTACTS Gilsomar Maia (CFO/IRO)

Tel.: +55 (11) 2099-7105/7773/7097/7089 [email protected]

CONFERENCE CALL – PORTUGUESE: 05/10/2018, 10:30 a.m. (Brasília) Webcast: click here | Telephone: +55 (11) 3193-1001 or +55 (11) 2820-4001 (access code: TOTVS) | Replay: +55 (11) 3193-1012 or +55 (11) 2820-4012 (access code: 124125# until 05/16/2018 or at ri.totvs.com.br CONFERENCE CALL - ENGLISH: 05/10/2018, 12:00 p.m. (Brasília) Webcast: click here | Telephone: US Toll Free +1(800) 492-3904 / International +1(646) 828-8246 / Brazil +55 (11) 3193-1001 or +55 (11) 2820-4001 (access code: TOTVS) | Replay: +55 (11) 3193-1012 or +55 (11) 2820-4012 (access code: 577114#) until 05/16/2018 or at ir.totvs.com

2 2

RECENT EVENTS

SHAREHOLDERS MEETING – PARTICIPATION AND DIVIDENDS The Annual and Extraordinary Shareholders Meeting held on April 5, 2018 registered the participation of shareholders representing 85.1% of total shares, with shareholders representing 49.2% of total shares being represented via remote voting form. Among other matters, the shareholders meeting approved the proposal for distribution of dividends in the amount of R$5.441 million (R$0.033301058 per share) for fiscal year 2017, to be paid to shareholders on May 9, 2018. This dividend amount, added to the interest on equity paid on July 31, 2017 and December 21, 2017, resulted in a total payout of R$55.788 million

(R$0.341410746 per share), which corresponds to 60% of the Company’s net income in 2017.

NEW BOARD OF DIRECTORS The Shareholders Meeting also approved the new Board of Directors of TOTVS, consisting of 9 members, including 8 independent members. The reelected members are: Pedro Luiz Barreiros Passos, Claudia Elisa de Pinho Soares, Gilberto Mifano, Laércio José de Lucena Cosentino, Maria Letícia de Freitas Costa, Mauro Gentile Rodrigues da Cunha and Wolney Edirley Gonçalves Betiol, and the new members elected are: Guilherme Stocco Filho and Paulo Sergio Caputo. Mr. Stocco Filho has more than 20 years of experience in creating digital businesses and business transformation. He has led projects in digital banking (Banco Original), venture capital (Koolen & Partners), mobile and e-commerce (Buscapé), Internet platforms (Microsoft) and advertising (TeRespondo). Currently, he is a member of the Advisory Committees to the Boards of Directors of TOTVS and B3, consultant for Buscapé and Soluti, as well as the main speaker on trends and innovation, having given over 120 lectures in Brazil, Latin America, Canada, United States, Denmark and the United Kingdom. He holds a bachelor’s degree in Business Administration from FAAP - Armando Alvares Penteado Foundation (1997), an MBA in Management from Insper (2010), a graduate degree in Marketing Management from FAAP (2007) and a certificate in Marketing from the University of California in Berkeley (1996). Mr. Caputo holds a bachelor’s degree in Law from the University of São Paulo (1982) and a graduate degree in Business Management from the Dom Cabral Foundation/Insead (2005). Since 2009, he has been founding partner of Ória Gestão de Recursos Ltda. Since 2016, he has been an independent member of the Board of Directors of CSU CardSystem. He served as Chairman of the Board of Directors of Bematech S.A. (2013-2016), CFO/COO and M&A Executive Officer of Datasul S.A. (1995-2008) and Strategy Vice President of TOTVS S.A. (2008-2009). The directors elected will hold their mandates until the Annual Shareholders Meeting of 2019 and their profiles are available on TOTVS Investor Relations website (ri.totvs.com.br), in the “Corporate Governance > Board of Directors” section.

CHANGES IN INCENTIVE AND RETENTION PLAN Another matter approved at the Shareholders Meeting was the change in the incentive plan, defined in 2015. The approved proposal brought the following changes: (i) to delink the investment of Annual Bonus of employees in shares of the Company for eligibility to the Incentive Plan; (ii) to deliver to eligible employees a number of restricted shares fixed by the Board of Directors in each grant, as per the evaluation criteria and individual performance of each employee and within the limits approved by the shareholders meeting in 2015; (iii) for the “Shareholders Program”, to require eligible employees to hold, continuously and uninterruptedly, the equivalent of 12 gross salaries in TOTVS shares on the date of the grant; (ii) for the “Shareholders Program”, to remove the lockup of one additional year after the vesting period. Such changes aim to evolve the incentive plan defined and approved in 2015 so that it can effectively meet its objectives: (i) be an instrument of long-term engagement and retention; (ii) generate long-term value and consistent legacies for shareholders; (iii) promote the feeling of ownership and shield high impact participants in the current business and in the strategy/operations of the Company in the medium and long terms; and (iv) mitigate the continuity and governance risks.

NEW VICE-PRESIDENT OF BUSINESS AND DIGITAL STRATEGY On April 3, 2018, the Board of Directors elected Juliano Tubino as Vice-President of Business and Digital Strategy, in place of Flavio Balestrin de Paiva, who resigned as Vice-President of Marketing, Alliances and Business Models, Channels and Human Relations. Juliano Tubino holds a bachelor’s degree in Computing from Universidade Presbiteriana Mackenzie and has completed specialization program in Business Administration and Marketing at Kellogg Executive Education. He has held several executive positions during his career, gaining experience in Marketing, Sales, Innovation and Digital Marketing. The Human Relations Department now reports directly to the CEO of the Company.

3 3

NEW BEMATECH HARDWARE PLANT AND BEMA PLATFORM On February 10, 2018, Bematech Hardware, a subsidiary of Bematech S.A., inaugurated its new facilities. Located in São José dos Pinhais, State of Paraná - Brazil, the facility houses employees who were previously distributed in three units. With the facilities inspired by the open spaces concept and the methodology of continuous improvement (Kaizen), the new plant optimizes the production process, making it possible to assemble approximately 25,000 machines per month. The more agile process, combined with on demand production, also reduces the need for large inventory space. On February 19, 2018, Bematech launched the Bema Platform, a set of APIs (Application Programming Interface) that can bring together data from connected devices and be used in business applications. This new platform marks the Company’s entry in the Internet of Things (IoT) market, especially as it is being developed in combination with a portfolio of smart devices.

COLLECTIVE BARGAINING AGREEMENT IN SÃO PAULO After nine rounds of discussion, the São Paulo state IT companies association (SEPROSP) and the São Paulo state IT employees union (SINDPD) decided to end negotiations regarding the 2018 collective bargaining agreement (CCT 2018). As a result, SEPROSP filed a collective labor dispute in the Labor Court. As recommended by SEPROSP, and in accordance with the last proposal made on the negotiating table, TOTVS made an adjustment of 2.07% in the April payroll, retroactively to January 1st, already provisioned in 1Q18.

NEW ACCOUNTING STANDARDS IFRS-9 AND IFRS-15 On January 1, 2018, the new accounting standards issued by the International Accounting Standards Board (IASB) and the Brazilian Accounting Pronouncements Committee (CPC) came into force, causing the following changes:

IFRS 9/CPC48 – Financial Instruments: It establishes, among other requirements, a new model of impairment for financial assets of expected and incurred losses, replacing the previous model that considered only incurred losses based on indications of default. The application of this standard resulted in the additional constitution of allowance for doubtful accounts, based on the historical losses determined in each aging-list range of the accounts receivable portfolio, including those to be matched, combined with the clients propensity to pay provided by credit protection institutions.

IFRS 15/CPC47 – Revenue from Contracts with Clients: It establishes new requirements for revenue the recognition from contracts

with clients based on the so-called "performance obligations" (deliveries) and requires deferral of incremental costs incurred in

the sale. The application of this standard resulted in the recognition of maintenance and subscription recurring revenues during

grace periods, upon deferral and/or provisioning of selling expenses and commissions, in order to "linearize" the result over the

estimated life cycle of recurring contracts. Revenue from services was also adjusted by determining the percentage of completion

(PoC) of projects based on the costs incurred versus the updated estimates of total costs required to conclude the projects.

The adoption of these new accounting standards resulted in a positive impact of R$5.9 million in net revenue, R$3.0 million in EBITDA and R$2.0 million in net income in the quarter. The application of these standards on balances as of December 31, 2017 resulted in a negative impact of R$8.0 million, which was recognized under equity in January 2018. Attachment II to this document presents the adoption effects of these new standards in each line of the 1Q18 income statement.

4 4

OPERATING AND FINANCIAL PERFORMANCE

NET REVENUE

Net Revenue totaled R$562.998 million in 1Q18, up 1.6% from 4Q17 and 0.5% from 1Q17. When excluding the effect of the

application of IFRS-15, net revenue increased 0.5% compared to 4Q17 and decreased 0.6% compared to 1Q17. This performance

resulted from the combination of: (i) the growth in Software Revenue; and (ii) the decrease in Hardware Revenue in the period. In

the last 12 months, the 1.7% growth is mainly due to the increase in recurring revenue, which accounted for 66.6% of Net Revenue.

The year on year growth of Software Revenue is concentrated in subscription revenue, which grew 38.3% and represented 23.8%

of total Software Revenue, compared to 18.3% in the first quarter of last year. Compared to 4Q17, the increase in Software

Revenue is mainly due to: (i) the increment amount in the Corporate Model charged in License Fees in the first quarter; and (ii)

the 9.5% increase in Subscription Revenue, both to be commented later.

In the quarter, the increase of 38.3% in Subscription Revenue compared to 1Q17 and of 9.5% in relation to 4Q17 was mainly due

to the greater participation of new small and medium clients of sales, especially in TOTVS Intera. With the new IFRS 15 standard,

Subscription Revenue had an addition of R$2.5 million in the quarter due to

the “linearization” of revenue from: (i) Bemacash, since the first month of

subscription; and (ii) the grace periods in the initial months of subscription

agreements. Even when the effects of the new standard are excluded,

Subscription Revenue increased 34.6% from 1Q17 and 6.5% from 4Q17.

In 1Q18, 1,487 new subscription clients were added, 6.7% more than in the

previous quarter. The average ticket of monthly subscription reduce 11.3%,

mainly due to the sales to micro and small businesses, Bemacash clients.

Compared to 1Q17, the 45.7% growth in average monthly subscription per new

client resulted from the new TOTVS Intera clients.

Annual Recurring Revenue (ARR), a widely used metric in the SaaS model,

enables us to preserve comparability among periods by annualizing all current

subscriptions regardless of the month in which they were contracted.

5 5

Moreover, ARR captures the effect of subscriptions sold in the quarter that will make up the subscription revenue of subsequent

quarters.

In 1Q18, subscription ARR totaled to R$402.6 million, up 43.4% from 1Q17 and 9.4% from 4Q17, which represents net addition

of R$34.6 million in the quarter, and an increase in value added for the 9th consecutive quarter.

Compared to previous periods, non-recurring revenue from License Fees increased 13.8% in

1Q18. This growth is mainly due to the 28.8% increase in the increment amount in the corporate

model charged in 1Q18 in relation to 1Q17, which totaled R$ 17.9 million in the quarter, an

increase of 28.8% over the 1Q17 increase.

In the corporate model, clients have unrestricted access to management systems, for which they

pay an increment in the license fee at the beginning of each year based on their actual growth in

the prior period, adjusted for inflation. As such, this growth in the increment amount reflects the

quicker pace of growth among clients under this model in 2017, mainly in the Manufacturing,

Health-Care and Logistics segments.

The increase in the quarter compared to 1Q17 and 4Q17 was also due to the 16.8% growth in

revenue from license fees from new clients, essentially reflecting the 22.7% growth in average

ticket, due to the higher share of sales to larger companies.

Maintenance revenue remained stable in the last 12 months compared to 4Q17. However, in relation to 1Q17, maintenance

revenue decreased 3.4%, due to the combination of the following factors: (i) increase in client defaults; (ii) higher volume of partial

cancellation of contracts due to layoffs at clients; and (iv) the decline in the IGP-M inflation index in 12 months, especially since

2Q17 when the index declined over successive periods. In 1Q18, 25 clients migrated to the TOTVS Intera subscription model.

Service Revenue totaled R$120.635 million, down 6.2% from the previous year. The effects of IFRS 15 represented an addition of

R$3.762 million in service revenue, resulting from the change in the revenue recognition model, which was previously recorded

based on hours spent on executing the project and is now based on estimated costs for the conclusion of projects. Excluding this

effect, Service Revenue decreased 9.2% compared to 1Q17 and 6.5% compared to 4Q17. This reduction was mainly due to the

following: (i) the 5.7% decline in software implementation services in the period; and (ii) the 7.4% decrease in services not related

to software implementation, chiefly consulting projects.

6 6

The year-on-year decline in Hardware Revenue was chiefly due to the (i) 54.7% drop in fiscal

solutions sales, which led to the share reduction of fiscal solutions in hardware revenue to

11.5%, down 7.9 percentage points from 1Q17.

In the quarter-on-quarter comparison, the 22.1% decrease in hardware revenue is also due

to: (i) the above mentioned drop in fiscal solutions sales; and (ii) the negative seasonal effect

of sales in the first quarter. However, there was an increase in corporate sales, that is, direct

sales to large clients. This is part of the synergy process between TOTVS and Bematech

operations, with the offering of higher value added solutions for new clients, as well as cross

selling of solutions to TOTVS’ current client base.

In 1Q18, Bemacash sales totaled 1,042 units, compared to 1,530 units in 1Q17. This reduction is mainly due to the change

implemented last January this year in the Bemacash sales model for purchases using the individual tax payer number (CPF), now

made exclusively with credit card through the TOTVS Store. In addition to simplifying clients’ purchase process, this change also

aims to reduce defaults inherent to this market segment.

CONTRIBUTION MARGIN BY BUSINESS

Adjusted Software Contribution Margin in 1Q18 was 210 basis points higher than in 4Q17. This growth is essentially associated

with: (i) the increase in Software Revenue, driven by the increment amount in the corporate model and the increase in

Subscription Revenue as mentioned in “Net Revenue” section; and (ii) the cost reductions promoted in 4Q17, which, in addition

to contributing to the performance of the quarter, helped to counteract the probable effect on the salary mass resulting from the

agreement to be concluded in São Paulo.

In relation to 1Q17 and 12M-1Q17, the growth of 20 basis points in Adjusted Software Contribution Margin is a result of the

combination of the following factors: (i) the growth in Software Revenue, already commented in the “Net Revenue” section; and

(ii) the increase in Research and Development investments, which, despite the reduction in recurring personnel costs in 4Q17, still

reflects the salary increases arising from collective bargaining agreements combined with fresh investments made by the Company

on innovation during the period.

Despite the reduction in service revenue, already commented in the "Net Revenue" section, the adjusted Services Contribution

Margin grew 390 basis points when compared to 1Q17 and 140 basis points compared to 4Q17. This recovery in contribution

7 7

margin is chiefly due to the reduction in recurring personnel costs resulting from the restructuring of costs and expenses carried

out by the Company during the second half of 2017. In turn, the reduction in the last 12 months in adjusted contribution margin

is chiefly due to lower revenue in the period, as mentioned in "Net Revenue” section.

Adjusted Contribution Margin from Hardware was 900 basis points lower in 1Q18 compared to 1Q17 and 400 basis points lower

in the comparison of the last 12 months. The main factors that resulted in this decline were: (i) the decrease in fiscal solution

sales, which have higher gross margin, as mentioned in the “Net Revenue” section; and (ii) the increase in Research and

Development, resulting from the recording on a straight-line basis of costs with institutes contracted in order to comply with the

IT Law (Lei da Informática). In the quarter-on-quarter comparison, the decrease of 250 basis points in the adjusted contribution

margin reflects, in addition to the decrease in sales of fiscal solutions, also the negative seasonality of the first quarter. Both are

also discussed in the "Net Revenue" section.

SELLING AND ADMINISTRATIVE EXPENSES

The 10.8% drop in Selling Expenses compared to 1Q17 and 4Q17 is due to: (i) the net effect of the reduction in recurring personnel

costs in 4Q17; the (ii) deferral of variable compensation for subscription sales of R$0.780, as a consequence of IFRS15.

The year-on-year and quarter-on-quarter increase in Commissions is mainly the result of: (i) the change in sales mix between

franchises and own units; and (ii) the higher sales of software license fees in the period.

Allowance for Doubtful Accounts corresponded to 2.3% of Net Revenue in 1Q18 and 1.9% in 4Q17, impacted by the higher level

of clients delays at the beginning of the year, which had a negative effect of R$3.2 million with the application of the new IFRS 9

standard. Excluding the effects of IFRS 9, allowance for doubtful accounts corresponded to 1.7% of net revenue, a level similar to

that observed in the first quarter of 2017.

8 8

Advertising and marketing expenses corresponded to 1.7% of net revenue in 1Q18, the same level as previous periods.

The 19.2% decline in General and Administrative Expenses compared to the previous quarter is chiefly due to additional expenses

in 4Q17 with merger of Virtual Age and the integration of Bematech administrative operations, with both contributing to the

restructuring that led to a reduction in recurring personnel expenses. In addition to these factors that impacted the quarter-on-

quarter comparison, additional expenses in 1Q17 with the incorporation of PC Sistemas, which occurred in 2Q17, explain the 13.1%

reduction.

In 1Q18, the 13.0% increase in Provisions for Contingencies compared to 4Q17 reflects mainly the amount of R$2.175 million

added as a result of a reconciliation work of the balance of judicial deposits with the positions of the cases in the courts. In the

year-over-year comparison, the increase in this line is essentially associated with the 1Q17 Provision for Contingencies level, below

the quarterly average recorded during 2017.

The amount booked as management fees decreased 11.2% year on year, mainly due to the reduction in the number of statutory

executive officers and the provision curve for bonus associated with the achievement of financial and individual targets by

executives in the period.

The variation in Other Revenues (Expenses) compared to 4Q17 is due to the negative impact of R$1.3 million from non-recurring

items related to: (i) the adjustment of property, plant and equipment inventory in subsidiaries; and (ii) the provision for write-off

of fixed assets of three Bematech facilities in the state of Paraná. Compared to 1Q17, the change is mainly due to the non-recurring

write-off of fixed assets of the facilities left behind during the migration to the new head office of TOTVS, located in São Paulo, in

the amount of R$1.880 million, booked in 1Q17.

EBITDA AND NET INCOME

In the quarter, Adjusted EBITDA totaled R$96.8 million, up 40.0% quarter-on-quarter, with margin of 17.2%. This increase is mainly

due to higher software and service results, as mentioned in the “Contribution Margin by Business” section, combined with the

decrease in general and administrative expenses, as discussed in the “Selling and Administrative Expenses” section. Compared to

1Q17, the 7.4% increase is chiefly due to the higher software and service result, as discussed in the “Margin Contribution by

Business” section.

9 9

In the last 12 months, the 6.7% decrease in adjusted EBITDA was mainly result the combination of the following factors: (i) the

more than proportional increase in commercial expenses due to the transition to the subscription model; (ii) the growth of general

and administrative expenses, mainly due to the adjustment of inflation of costs and the additional expenses with the integration

of the operations of companies acquired in previous periods; (iii) the decline in services income due to the reduced allocation of

professionals; and (iv) the decline in hardware result, especially on account of the decline in fiscal printer sales and less tax subsidy.

Depreciation and amortization expenses increased by 0.2% in 1Q18 compared to 1Q17, mainly due to the: (i) start of depreciation

of assets at the new facilities in April 2017; and (ii) the amortization of intangible assets arising from the acquisitions of companies.

Compared to 4Q17, the 11.0% reduction was driven by the drop in expenses with depreciation of intangible assets of Datasul and

the decrease in depreciation expenses consequent to the review of the useful life of the Company's assets, which had an impact

in 4Q17.

Financial result was an expense of R$11.0 million in 1Q18, as against R$11.9 million 4Q17 and R$11.5 million in 1Q17. This variation

is a result of the combination of: (i) inflation adjustment on the provision for contingencies; and (ii) the reduction in interest paid

and incurred, chiefly due to the reduction in net debt during the period.

In comparison with the last 12 months, net financial expense increased by 3.1%, mainly reflecting the steeper decline in the Selic

basic interest rate, which impacts the yield on financial investments, compared to the decline in the TJLP (long-term interest rate),

which affects interest payments on borrowings.

In 1Q18, the consolidated Income Tax and Social Contribution presented increased when compared to the same quarter last year,

mainly due to: (i) the lower utilization of tax benefit on R&D in the period due to collective vacation, which lasted till January 2018;

and (ii) the reduction in the ICMS tax incentive in Paraná, mainly due to the lower revenue from hardware sales, as mentioned in

the “Net Revenue” section. When compared to 4Q17, the difference is chiefly due to the distribution of complementary Interest

on Equity in December.

10 10

In 1Q18, adjusted Net Income totaled R$34.3 million, up 103.2% from 4Q17. This growth is mainly due to the 40% growth in EBITDA

combined with lower depreciation and amortization of intangible of acquisitions in the period. When compared to the last 12

months, the sharper decrease in adjusted Net Income compared to the decrease in EBITDA is mainly due to higher depreciation

and amortization expenses in the period.

CASH FLOW AND DEBT

Though taxable income grew 20.9% year-on-year and 625.3% quarter-on-quarter, operating cash flow generation decreased by

11.0% and 26.9%, respectively. This reduction is mainly due to: (i) the increase in working capital, since the quarter did not end on

a business day, which resulted in the settlement of receivables by customers at the start of 2Q18; and (ii) the increase in Income

Tax and Social Contribution payments due to the new rule established by the Brazilian IRS, which does not allow to offset federal

taxes with credits before the filling of some fiscal obligations that will occur in June.

The decline of 37.1% year on year and 14.2% quarter on quarter in net debt, with the reduction in free cash flow in the quarter, is

related to the change in the flow of investments, which resulted in an increase in CAPEX, as opposed to the reduction in

disbursement with lease agreements and, consequently, the reduction in gross debt.

In the last 12 months, the free cash flow growth of 18.7% is chiefly due to: (i) the reduction in income tax and social contribution

paid due to the utilization of tax credits; and (ii) the reduction in CAPEX during the period due to the higher cash burn during the

course of 2016 related to investments on the new headquarters of the Company in São Paulo.

Net Debt fell 37.1% in the last 12 months, mainly as a result of the 18.7% growth in Free Cash Generation in the period. It is

important to note that the Company's Net Debt has once again fallen below 1x adjusted EBITDA of the last 12 months.

11 11

GROSS DEBT AMORTIZATION SCHEDULE

Gross Debt (loans + financing + debentures + obligations on acquisition of investments net of escrow deposits) totaled R$657.4

million in 1Q18, as against R$655.5 million in 1Q17. Gross Debt remained unchanged even after the issue of debentures amounting

to R$200.0 million in 3Q17.

12 12

OWNERSHIP STRUCTURE

TOTVS ended 1Q18 with capital stock of R$989.8 million, consisting of 165,637,727 common shares and free float of 71.4%. Free

float is calculated as the total number of Company shares, excluding shares owned by Management and related persons, Fundação

Petrobras de Seguridade Social (PETROS), and treasury stock. In 1Q18, 98.5% of the free float was held by institutional investors

and 88.4% by foreign investors.

ABOUT TOTVS A provider of business solutions for companies of all sizes and which deals with management software, productivity and

collaboration platforms, hardware and consulting, Totvs is the absolute leader in Latin America’s small and midsized business

market. With about 50% market share in Brazil, it was ranked by Interbrand as the 20th most valuable brand in the country. In

Brazil, it has 15 branch offices, 52 franchises, 5,000 distribution channels and 10 development centers. Outside Brazil, it has seven

branch offices and five development centers in the United States, Mexico, China, Taiwan and Russia. For further information, visit

www.totvs.com

This report contains forward-looking statements that are based not just on historical facts but reflect the desires and expectations of TOTVS management. Words such as "anticipate", "wish", "expect", "foresee", "intend", "plan", "predict", "project", "desire" and similar terms identify statements that necessarily involve known and unknown risks. Known risks include uncertainties that are not limited to the impact of price and product competitiveness, the acceptance of products by the market, the transitions of the Company’s products and those of its competitors, regulatory approval, currency fluctuations, supply and production difficulties and changes in product sales, among other risks. This report also contains certain pro forma statements prepared by the Company exclusively for informational and reference purposes and are therefore unaudited. This report is updated to the present date and TOTVS is under no obligation to update it further to include new information and/or future events.

13 13

ATTACHMENT I – INCOME STATEMENT

14 14

ATTACHMENT II – INCOME STATEMENT – IFRS IMPACTS

15 15

ATTACHMENT III – BALANCE SHEET

16 16

ATTACHMENT IV – CASH FLOW